An entrepreneur can spend an average of weeks before mastering the law of companies with multiple partners in the OHADA space. At least, its part concerning the legal statutes of companies. It is essential to have the right information concerning these statutes, in particular their differences, their advantages among others. This article will help you to see clearly. After reading it, you can choose your business forms in the OHADA space and get started.
The Limited Liability Company
For Companies with multiple partners in the OHADA area, the Limited Liability Company has a capital generally set at 1,000,000 unless modified as in the case of Senegal. Unlike the sole proprietorship, in addition to having a fixed capital, the latter must be disbursed at the very constitution of the enterprise. The amount of its constitution not being given and the requirements of its creation being considerable, the LLC is a company with significant credibility.
What is also important to note is that the partners’ liability is limited to the contributions. Thus unlike the sole proprietorship which commits the property of its manager as well as of his spouse, the LLC limits the liability of its partners to their contributions. In other words, each partner will lose their contribution to the business. Even in the event of a capital increase. Being a legal person, the LLC is obviously subject to corporate tax.
The Anonymous Company
With the anonymous company, things get tough. The auditor is not mandatory for the individual company or for the LLC. But for the SA, during the constitution of the capital, whether in kind and in cash, the latter must be assessed by an auditor. It is set at 10,000,000 FCFA. Given the large amount it represents, it is allowed to release only a quarter of the capital and disburse the rest over 3 years. The Société Anonyme then naturally has more credibility than the SARL.
The Partnership is a commercial company with unlimited liability. In other words, like the sole proprietorship, it personally binds its managers regarding the debts of the enterprise. It is therefore the society par excellence for spouses or members of the same family. This given that it requires a certain confidence and even a certain “proximity”. SNC is managed by one or more managers, whether they are partners or not, natural or legal persons. In the case of management by a legal person, all of its directors will be under the same conditions as if they were its own managers.
SNC has no fixed capital. Yet this form of business would reassure creditors. Certainly in view of the partners’ commitment regarding the company’s debts. Precisely, concerning the transfer of shares, it requires the unanimous consent of the partners. Regarding this type of company, there is no corporate tax. Each partner is taxed on his income (defined beforehand in the statute). One of the big advantages (which is questionable) is that the SNC is under no obligation to publish its annual accounts. Which may explain income tax.
The Simple Limited Partnership
The Société en Commandite Simple is a company in which its limited partner entrusts the management to another partner: the general partner. Consequently, the liability is unlimited for the sponsor and limited to the contributions for the general partner. Like SNC, it has no minimum capital. The sale of the shares is done with the unanimous consent of the partners unless this is already provided for in the articles of association. Concerning the taxation, at the base it is the income tax which is put forward. However, it is possible to opt for corporate tax.
The economic interest group
This type of business generally has low credibility and unlimited liability. The president of this organization is exempt from the statutory auditors. The taxation of the GIE obeys the single global contribution or the income tax. In addition to being able to create a GIE without starting capital, the formalities and requirements are quite flexible. However, the members of the GIE are jointly responsible for the debts of the organization.
Some choose their business status according to the taxation associated with it. Others seek credibility. But what you have to understand is that in order to do business in Africa, you have to control your legal as well as financial situation. It is on this basis that we seek the status, not that we like, but which corresponds to us.
Read also: https://www.afrikatech.com/fr/entreprendre/les-formes-dentreprises-a-associe-unique-dans-lespace-ohada/